4-Color to 35-Millimeter: The Great Superhero Movie Rewatch

Back Into the Spider-Verse — Spider-Man: No Way Home

From August 2017 – January 2020, Keith R.A. DeCandido took a weekly look at every live-action movie based on a superhero comic that had been made to date in the weekly Superhero Movie Rewatch. In this latest revisit we’ve covered some older movies—It’s a Bird… It’s a Plane… It’s Superman!, Mandrake, and the two Timecop movies—and we now look at the newer releases, starting with the latest Spider-flick.

The third MCU Spider-Man movie with Tom Holland almost didn’t happen. Even as Far From Home was providing a lovely coda to Phase 3 of the MCU in 2019, Sony and Disney were far apart in negotiations for how to proceed with their bizarre character timeshare with Spidey.

Emboldened at least in part by the success of Venom, with plans for the sequel to Venom and for Morbius, Sony probably thought they could continue to do Spidey on their own, as they had from 2002-2014. However, there was a significant fan backlash, and Holland his own self pleaded with the heads of Sony and Disney to get a deal done to keep Peter Parker in the MCU.

As a result, No Way Home was able to happen. As with the previous two, part of the deal was that at least one MCU hero had to appear alongside Spidey. Following Iron Man in Homecoming and Nick Fury in Far From Home, it’s Doctor Strange in No Way Home.

The plot of the film has the DNA of two major Spider-Man comics stories: First was 2007’s “One More Day” by J. Michael Straczynski & Joe Quesada, in which Peter agrees to a deal with Mephisto, the lord of the underworld, to retroactively end his marriage to Mary Jane Watson (one of the stupidest story decisions ever made in the nearly six decades of the character’s existence) and also make everyone who knew that Peter and Spidey were one and the same forget that they knew (Peter had revealed his identity to the public during the Civil War storyline). The other was “Spider-Verse,” a multi-comic story from 2014 primarily written by Dan Slott, but with several others involved, which saw Spider-people from multiple realities teaming up to fight a foe that is trying to kill every Spider-person. (This storyline was also the inspiration for the animated film Into the Spider-Verse and its forthcoming sequels.) In this film, Peter goes to Strange to ask him to make everyone forget Spider-Man and Peter Parker are one and the same, after he was doxxed by Mysterio and J. Jonah Jameson in the mid-credits scene in Far From Home, and the spell goes wrong, causing people from other universes who know that Peter Parker is Spider-Man to come through, including two other Spider-Men.

This movie was originally intended to be released after Doctor Strange in the Multiverse of Madness, with Strange having had lots of experience with the multiverse before the shenanigans in this movie. However, pandemic delays messed with the release dates, and this movie wound up being scheduled first, with both movies getting rewrites to accommodate it. (We’ll cover Strange’s movie in a few weeks.)

Alternate time tracks were introduced into the MCU in Avengers: Endgame, with the time heists causing a few divergent timelines, one of which was followed up on in the Loki TV series, and it was also mentioned in Far From Home as part of Mysterio’s bullshit backstory. This movie goes full multiverse, enabling Holland’s Spider-Man to interact with characters from the three Sam Raimi movies and the two Marc Webb ones.

Back from Far From Home are Holland as Spider-Man, Zendaya as MJ, Marisa Tomei as May Parker, Jacob Batalon as Ned Leeds, Jon Favreau as Happy Hogan, Tony Revolori as Flash Thompson, Angourie Rice as Betty Brant, Martin Starr as Mr. Harrington, J.B. Smoove as Mr. Dell, and the great J.K. Simmons as J. Jonah Jameson. Back from Homecoming are Hannibal Buress as Coach Wilson and Gary Weeks as Department of Damage Control Agent Foster. Back from Endgame is Benedict Cumberbatch as Doctor Strange. Back from Shang-Chi and the Legend of the Ten Rings is Benedict Wong as Wong.

Back from the third season of the Daredevil TV series is Charlie Cox as Matt Murdock. Back from Venom: Let There be Carnage is Tom Hardy as Eddie Brock and the voice of Venom in the mid-credits scene (following up on the mid-credits scene from that last movie). Back from The Amazing Spider-Man 2 are Andrew Garfield as Spider-Man and Jamie Foxx as Electro. Back from The Amazing Spider-Man is Rhys Ifans as the Lizard. Back from Spider-Man 3 are Tobey Maguire as Spider-Man and Thomas Haden Church as the Sandman. Back from Spider-Man 2 is Alfred Molina as Otto Octavius. Back from the 2002 Spider-Man is Willem Dafoe as Norman Osborn. (Ifans and Church weren’t available for live-action filming, but were able to lend their voices to their roles. Both characters appeared in, respectively, lizard and sandy form for the bulk of the film, with archival footage from their prior appearances green-screened in at the end when they revert to their human forms.) Maguire’s and Garfield’s appearances were some of the best-kept secrets of 2020 and 2021, with the actors going so far as to deny that they were in it right up until the day of release.

Appearing in this film for the first time are Paula Newsome as the MIT chancellor, Arian Moayed as another DODC agent, Cristo Fernández as a bartender, and the delightful Mary Rivera as Ned’s grandmother.

Cumberbatch and Wong will next appear in Doctor Strange in the Multiverse of Madness. Cox is reported to be appearing in the upcoming Echo TV series spinning off the Hawkeye series. Moyaed will next appear in the Ms. Marvel TV series. While a fourth Spidey movie is likely, given how well this film did, one has not been announced yet.


“Scooby-Doo this shit!”

Spider-Man: No Way Home
Written by Chris McKenna & Erik Sommers
Directed by Jon Watts
Produced by Kevin Feige, Amy Pascal
Original release date: December 17, 2021

Screenshot: Marvel Studios

We pick up right where we left off, with J. Jonah Jameson outing Peter Parker as Spider-Man with footage obtained from Mysterio’s cohorts. Peter heads home to find out that May and Happy have broken up—something Happy is still struggling with—only to have their apartment surrounded by helicopters and the Department of Damage Control arresting them, along with Ned and MJ.

With some legal help from Matt Murdock, no one is arrested, but Peter still has the court of public opinion to deal with. (A brick is thrown through the window, which the blind Murdock unerringly catches. By way of explanation, he says, “I’m a very good lawyer.”) They move to Happy’s condo on Long Island, which is more secure than their apartment in Forest Hills.

Peter, MJ, and Ned go back to school in the fall. Things are awkward, to say the least—public opinion is split in general and at the school between those who think Mysterio was a hero whom Spidey killed and those who believe Spidey is a hero—and the trio try to focus on their college applications.

Months pass, and the three of them don’t get into any of their colleges of choice—not their secondary choices, and worst of all, not into their first choice of MIT. The rejection letters from MIT specify that their public profile is such that the institute can’t bring themselves to accept them.

Screenshot: Marvel Studios

Heartbroken that Ned and MJ’s dreams are being derailed by their association with him, Peter heads to Greenwich Village and visits Doctor Strange. (The Sanctum Sanctorum is covered in snow because a portal to Siberia opened and let a blizzard through.) Peter asks Strange to use time travel to change it he isn’t outed, but Strange doesn’t have the Time Stone anymore. However, Strange suggests a spell that will make everyone forget that he’s Peter Parker. Wong advises against it—he’s the Sorcerer Supreme now because Strange was blipped for five years—but ultimately just tells Strange to leave him out of it.

Strange starts the spell, but as he’s casting it, Peter keeps remembering people he wants to still know he’s Spidey—MJ, Ned, May, Happy—and his constant interference with the spell while Strange is casting it causes it to go blooey. Strange manages to contain it, but there may have been some damage. Then Strange realizes that Peter never even tried calling MIT to ask for clemency for Ned and MJ, but went straight to messing with reality, and kicks him out of the sanctum.

Peter reluctantly calls Flash, who got into MIT and is at a mixer for new students, and asks if he can help Peter talk to the chancellor. Flash says she’s on her way to the airport already. Armed with a description of her car, Peter follows the route she’d take from the mixer to the airport, and finds her car stuck in traffic on the approach to the Major Deegan Expressway exit on the Cross Bronx Expressway. (Your humble rewatcher drives on that stretch fairly regularly, and this scene now always pops into my head when I drive on it. Also, that mixer had to be in either Riverdale in the Bronx or in Inwood or Washington Heights in upper Manhattan, because those are the only locales in New York City where you would be taking that road to get to the airport. But I digress…)

Spider-Man: No Way Home

Screenshot: Marvel Studios

While Peter is pleading with the chancellor, the highway is attacked by a man with four metal tentacles. Peter switches to the Spidey suit, and the man recognizes Spider-Man and continues to attack, asking about a machine. Peter has no idea what he’s talking about, and when the man rips off his mask, he doesn’t recognize Peter. This is Otto Octavius from another universe, and Spidey is able to make his suit’s nanobots interact with Octavius’ arms to control them. Peter manages to save several lives, including that of the chancellor, and she says that she’ll talk to the admissions people about letting all three of them in. (Peter only asked for Ned and MJ to be reconsidered, but the chancellor is impressed by Peter’s heroism.)

Someone else attacks the highway, whom Octavius recognizes as someone named Osborn, but then Strange teleports Peter and Octavius back to the sanctum, with Octavius imprisoned in a mystic cell, as is a lizard-man—this is Doctor Curt Connors from another universe. Apparently people from other universes who know that Peter and Spider-Man are the same person are being drawn into this universe because of the botched spell. Peter has to track them down while Strange himself works out a way to send them all back. He tells Strange that he needs MJ and Ned’s help, and Strange reluctantly agrees. Ned is nerding out over being in the sanctum, and then they get to work.

Ned finds a report of a strange flying man near a power station, and he thinks it might be the other guy on the Cross Bronx. Octavius points out that the person he saw was Norman Osborn—who’s dead.

When Spidey arrives, it’s actually a man who is accessing the electricity from the power station—and there’s also a man made out of sand. These are Max Dillon (from Connors’ universe) and Flint Marko (from Octavius’). Using a doodad of Strange’s, Peter sends both Dillon and Marko to the sanctum (and also a big tree).

Osborn, still struggling with his Dissociative Identity Disorder, is disoriented when he reverts to the Osborn personality from the Green Goblin one, and smashes his Goblin mask. Unable to find his house, which someone else lives in, or his company, which doesn’t exist, he finds May at a F.E.A.S.T. location, which he went to because Spider-Man was being used to advertise the place. May summons Peter, who brings him to Strange’s sanctum.

Screenshot: Marvel Studios

Over the course of their conversations, Peter, Ned, and MJ realize that four of these five guys were snatched from their universes right before they died fighting Spider-Man. Peter is determined to try to cure them of what ails them and causes them to fight Spidey to the death. Strange appreciates the thought, but they need to be returned to their homes before the fabric of reality is destroyed or worse, Wong finds out.

Peter snatches the magic box Strange has created to send them back. A chase ensues, which Strange sends to the Mirror Dimension. Strange almost gets the box back, but Peter realizes that the craziness of the Mirror Dimension is all spirals and circles and fractals and he is able to figure it out with the power of math. He is able to bind Strange, snatch both his sling ring and the box, and bring them back to reality.

He brings Octavius, Osborn, Dillon, Marko, and Connors to Happy’s condo. Using one of Stark’s fabricators, he’s able to create several useful concoctions, including a repair to the chip Octavius uses to control his arms and a way to neutralize Dillon’s control of electricity. However, before he can give Osborn a way to get his DID under control, the Goblin personality reasserts itself. Dillon also likes the feel of the ARC reactor energy from the fabricator. A vicious battle ensues, leaving the condo trashed. All five bad guys escape, but Osborn sticks around long enough to blow up the lobby of the building with May and Peter in it. May dies shortly thereafter.

Jonah Jameson of TheDailyBugle.net has been hammering at Parker and Spider-Man on his webcast for months, and he finds out that Peter is harboring super-powered beings at a condo on Long Island, so not only does he report on this debacle, but Damage Control shows up to take charge of the crime scene at his call.

At Ned’s house, MJ and Ned don’t know what to do. When Ned—who is wearing Strange’s sling ring—says he wishes Peter were there, there’s a spark. He tries to make that wish again while trying to make the ring work. Sure enough it brings in a person in a Spider-Man suit—but it’s not the Peter Parker they know, but rather the one from Connors and Dillon’s universe. He has to prove that he’s really Spider-Man by walking on the ceiling—Ned’s grandmother then asks him to get rid of a cobweb that’s been bothering her—and so then Ned tries again, this time getting the Peter Parker from Octavius and Osborn’s universe, who’s in his civilian clothes.

Screenshot: Marvel Studios

Both Peters ask if there’s a place where this universe’s Peter would go to get away from it all, and MJ recalls that they both used the roof of their school for that. (Okay, this is getting awkward. From now on, they’re Maguire!Peter, Garfield!Peter, and Holland!Peter.)

Sure enough, there’s Holland!Peter on the roof, absolutely miserable about May’s death. The three Peters bond over their various tragic experiences—Maguire!Peter losing Uncle Ben, Garfield!Peter losing Gwen Stacy. They agree to band together and try to save all five of the bad guys, and also get them together so they can use Strange’s box to get them back to their own universes. The three of them work well together, along with Ned and MJ. There are some fun moments, like when the other two realize that Maguire!Peter can shoot webbing from his wrists and doesn’t need web-shooters. Garfield!Peter, meanwhile, already has a cure for the Lizard, so he puts that together…

Holland!Peter calls TheDailyBugle.net and says he’ll be at the Statue of Liberty (which is being renovated to include a replica of Captain America’s shield).

Sure enough, Dillon, Connors, and Marko all show up and fisticuffs ensue. The fight goes badly, as the three Peters aren’t used to working as a team. Holland!Peter’s attempt to say he knows how to fight with a team from his time with the Avengers doesn’t really land, as there are no Avengers in the other two universes. (“Is that a band? Are you in a band?”)

However, they manage to get the teamwork thing going and are able to cure Connors, Marko, and Dillon. Osborn then shows up (“Can the Spider-Man come out to play?”), but so does Octavius, and he’s on the Spider-Men’s side, as he’s grateful for the cure.

Strange returns from the Mirror Dimension, bitching about having dangled over the Grand Canyon for twelve hours. He tries to use the box to send everyone back, but Osborn managed to get a goblin grenade into it, and it goes boom. Now reality is coming unraveled. Strange is trying to hold it all together, but there’s only so long he can keep the ruptures in space-time at bay.

The shield is knocked off the statue. Holland!Peter and Osborn confront each other, and the former wails on the latter, furious over May’s death. Maguire!Peter tries to stop him, and gets stabbed for his trouble. Garfield!Peter throws the syringe with the DID cure to Holland!Peter, who injects it into Osborn, who is devastated by what he’s done.

Screenshot: Marvel Studios

Holland!Peter goes to Strange, and asks if this will get fixed if he casts the original spell. Strange says it will, but he has to make everyone forget that Peter Parker ever existed. Holland!Peter agrees.

He says his goodbyes to Maguire!Peter and Garfield!Peter and then to Ned and MJ, who are devastated that he’s taking this step. But he promises that he’ll find them and remind them of who he is.

Strange sadly casts the spell. Everyone returns to their proper universe.

We see Jameson on TheDailyBugle.net, railing into Spider-Man, but now complaining that he hides his identity behind a mask. When Peter visits May’s grave, Happy is also there, and asks who he is and how he knew May. Peter just says that he met her through Spider-Man.

He goes to the coffee shop where MJ works and orders a donut, but doesn’t tell her or Ned—who are discussing their plans for MIT—who he really is, despite his promise. Then he goes back to his crappy apartment, where he’s sewn together a cloth costume, is studying for the GED, and will continue to fight crime.

In a bar, Eddie Brock is being told all about this universe, such as the rich guy in the tin suit and the big green rage monster and the purple alien who collects stones, before he’s sent back to his own universe, though he does leave a tiny drop of symbiote behind…


“Dude!” “Dude!” “Duuuude!” “Duuuuuuude!” “DUDE!

Screenshot: Marvel Studios

Okay, let’s start with the elephant in the room. There is one thing in this movie I utterly despise and hate and am furious with, and have a hard time forgiving the movie for, and that’s the fridging of Aunt May.

Aunt May was killed in the comics once, in a beautiful, tragic, lovely 1995 story in Amazing Spider-Man #400 by J.M. DeMatteis & Mark Bagley, only to have it reversed later by Norman Osborn, revealing that that wasn’t really Aunt May, but rather a dying actress who was surgically modified. Another time her life was threatened, they retconned Peter and Mary Jane’s marriage to save her life.

Marisa Tomei’s May Parker was fantastic, a great helpmeet for Parker and an inspirational, fun figure, who raised a hero. To kill her off like this just so Parker could have a tragedy to go with the other two Spider-Men’s tragedy was cheap and stupid and annoying.

How-some-ever, it’s also the only significant flaw in this otherwise delightful movie.

There’s a lot of meat to this story, and it’s impressive that it never drags, constantly hangs together, and tells several interesting and compelling stories, and still being very much a Spider-Man film.

It also does right by the prior incarnations, both of which ended on really sour notes (Spider-Man 3 and The Amazing Spider-Man 2 are really terrible). In particular, this movie does a lot to redeem Andrew Garfield’s relentlessly mediocre performance in the two Marc Webb movies. Garfield is superb in this movie. His best moment is when MJ falls off the Statue of Liberty scaffolding and Garfield!Peter is able to save her. The look of pure relief and joy on his face when he realizes that he is able to save MJ the way he wasn’t able to save Gwen is magnificently played by Garfield.

Tobey Maguire meanwhile gives us an older Parker who has seen a lot of stuff, and is still keepin’ on, the way Spider-Man is supposed to. I particularly love how blasé he is about being stabbed, as it’s hardly the first time that’s happened…

One of the things I absolutely adore about this movie, though, is that it—in a kind, compassionate, not at all mean-spirited way—calls out one of the biggest flaws in the Raimi and Webb films, which was that most of the villains ended up dead in the end: Norman Osborn (both times!), Harry Osborn (only once), Otto Octavius, Eddie Brock, Curt Connors, and Max Dillon all die. Flint Marko is the only one of the five in this movie who is guaranteed to survive when returning to his universe. And that never sat well with me, especially in movies about a hero who won’t kill.

And this movie pushes back against that tendency—which has been a trope of action movies forever, which has bled over into far too many superhero movies—by having Spider-Man work, not to stop the villains, but to save them.

Another character who specifically is redeemed is Max Dillon. Played as a second-rate version of Jim Carrey’s awful Riddler in Batman Forever back in 2014, Jamie Foxx plays Dillon as a much more rounded and interesting character here.

My favorite moment is when he’s been depowered and he’s sitting with Garfield!Peter, who doesn’t have his mask on, and Dillon comments that he was surprised when he first saw his real face. He’s so young, plus given that he’s from Queens and helps poor people and covers his entire face with his costume, Dillon was sure that he’d be Black…

My second favorite is the fact that the entire plot happens because the very motor-mouthed Peter Parker simply cannot keep his mouth shut, and that screws up the spell. Strange’s subsequent epiphany is particularly well done by the great Benedict Cumberbatch, as he sadly has to remind himself that, despite the fact that he’s saved hundreds of lives and helped stop Thanos, he’s still a seventeen-year-old kid.

There are tons of other great moments in this: Strange and Wong’s banter (and the delightfully ridiculous snow-filled sanctum), the back and forth of what Peter calls Strange (“sir” is too formal, “Stephen” is a bit weird), Tomei’s letter-perfect delivery of the most repeated line in Spider-Man history and making it fucking sing, every moment Willem Dafoe is on screen chewing all the scenery both as the befuddled Osborn and the cackling Goblin, every moment J.K. Simmons is on screen continuing his absolute nailing of Jameson, every moment Mary Rivera is on screen as Ned’s grandma whom you ignore at your peril, Octavius’ dismissal of magic right up until Strange performs some in front of him (the birthday-party lines were particularly great), the overwhelming public attention that Peter and MJ especially receive, the magnificent Charlie Cox cameo, Peter’s realization that the Mirror Dimension can be manipulated by math, the different reactions of the three Midtown Science High teachers to Peter’s presence, every time Strange’s anger with Peter modulates back into affection (especially at the end when Peter makes a major sacrifice and Strange admits to being one of the people who loves him), and pretty much every moment Maguire, Garfield, and Holland are together and bantering and redoing the famous double Spider-Man meme. Plus some more that I’m sure I forgot because there are so many great moments in this movie.

And in the end, Spider-Man is back to his roots: a down-on-his-luck hero who struggles to make ends meet while continuing to be a great hero, even when the press is vilifying him, even when it would be so easy to give it all up.

This is a perfect culmination of, not just all of Holland’s appearances as Spider-Man, but also of the previous two movie versions we saw this century. Plus it sets the scene perfectly for future adventures. Just a wonderful wonderful movie.


Next week we’ll take a look at Matthew Vaughn’s prequel to his adaptations of Mark Millar and Dave Gibbons’ comics, The King’s Man.

Keith R.A. DeCandido will be at Shore Leave 42 in Cockeysville, Maryland this weekend, as both an author and musician, doing panels, workshops, and autographings, as well as performing with the Boogie Knights for their 40th anniversary concert. His full schedule can be found here.


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